And the Butt Thing
by muaaimoi
Summary: So Max can't quite stop thinking about Caroline's answer to Claire's question. So she asks. The question has surprising results. Maxoline smut. Obviously anal.


"So have you ever even tried it?" Max asks. It's been haunting her since Claire brought it up at their cupcake window. Has Caroline actually done it? Or is she one of those 'it's an exit' kind of girls? Max can't stop thinking about it. "The Butt thing, I mean?"

Caroline-mid sip from her water bottle, chokes. Max giggles, because she is an asshole and maybe she waited until Caroline was busy hydrating to ask. It's the little things that make living with the former heiress bearable.

"Why would you ask me that?"Caroline demands.

Max raises an eyebrow because it's kind of obvious, hello?"I want to know. Did you have a bad experience that scared you off? Was it just fingers and it felt too weird? Come on-this isn't the weirdest thing I've asked you."

Caroline flushes, "Well sometimes a girl gets a little curious in her shower, ok?"

And Max, Max can picture it so clearly. Caroline-all soapy and wet, hands lingering curiously at her cleft, sliding a finger inside. Biting her lip at the strange sensation, turning the same pink she is now. It's kind of stupidly hot.

Max pulls at her collar, heat flooding her stomach in arousal. Feels herself getting wet. There's a reason Caroline made the threesome list with her last boyfriend. The reason is that Max maybe wants to sleep with her. Like a lot. Caroline is gorgeous and Max has both eyes and a healthy appreciation for the female form. No one can blame her.

"So" Caroline starts, cheeks red as she makes a clear effort to power through her sudden bashfulness, "You've tried it, right?"

Max grins, thinking back to Charlie, this hot redhead she dated in college with a fondness for buttplugs. She'd liked to fuck Max's ass early in the morning, send her to class with lube plugged inside. It left her squirming, flushed and aroused all day, clit throbbing eagerly between her legs. By lunch Max was ready and willing to find the closest nook to get Charlies fingers inside her, fucking into her forcefully as her other hand tugged playfully at the butt plug in her ass. Charlie had had a different one for every day of the week.

"I had this one girlfriend that was really into training my ass." She tells Caroline.

"Girls do that to each other?" She gasps.

"Why do you sound so surprised?" Max laughed, "The butt is like the universal sex place. Even loads of straight guys like rimming and fingering. Or hell, sometimes just rubbing it gets them off faster."

Caroline, face scarlet now, frowned, "How does that even feel good? It just hurt when I tried it."

"Maybe you were doing it wrong? You're not supposed to use soap I think." Max offers. She doesn't quite understand how you can go wrong with masturbating by fingering your ass, but if anyone could fuck it up it was probably Caroline by being too rigid or something.

Caroline crosses her arms, stubborn as ever. "Or maybe I just don't like it."

Max shrugs, "Fair enough."

Maybe some people were wired differently, who knew. All she knows for certain is that the next time she gets off she's going to be thinking about her fingers in Caroline's phenomenal ass.

"Or maybe you could tell me how?" Caroline says with a hesitant, and all too alluring, bite of her lip. Sometimes she wonders how Caroline can say things like that? Like she has no boundaries in the least. It's probably a terrible idea, no matter how much she likes it. Max has terrible decision making skills, and she likes it a lot.

Max, worked up as she is, agrees anyway. Which is how she ends up on the other side of the bathroom door as Caroline strips and gets ready. Max has handed over her lube for the occasion and is valiantly keeping her hands out of her pants.

"I'm ready," Caroline calls out.

Absolutely nothing she tries can keep her from picturing the blonde naked. So Max licks her suddenly too dry lips and asks, "You got lube on your fingers and your ass."

"Yes." Caroline confirms, obliviously providing Max with even more masturbation material than usual. She's picturing her naked and bent over, ass in the air as she attentively waits for instruction. There's something about the way Caroline can focus so intently that really turns her on.

Max braces her hands against the door to keep them from wandering down."Start by rubbing the rim. Go slow, stroke yourself up and down and think about something that gets you wet."

There is an unbearably long moment before she hears Caroline's tentative "Okay."

"Now prod at it softly. I want you to circle the rim with your middle finger until you feel it start to loosen up."

Max knows the walls in the building are thin, but it's a little ridiculous how she can hear Caroline's soft gasp.

"It didn't feel like this last time." Caroline says, sounding breathless.

Max kind of falls into the door, pressing her chest against in a way that feels mindlessly good."You feel yourself opening up? Starting to feel good?"

"Yeah." Caroline whimpers. "It's kind of intense."

"Push your finger inside and tell me how it feels." Max orders, because she is a masochist of the highest order.

"Hot." Caroline breathes. She's panting now, Max can hear every ragged exhale. "I'm so hot inside, and all smooth. My other hole feels different. This one grips tighter."

Max unbuttons her pants because Caroline has just slaughtered all the self control she'd been pretending to have. The door is the only thing holding her up as her fingers brush past the soaked patch of her panties in search of her clit. When she finds it she groans, and it is only after the sound escapes her that she remembers the very thin walls.

There is silence, stretching unbearably long as Max breathes and tries to find the willpower to stop fondling herself.

She fails.

Then a soft moan rings out from behind the door, "Are you touching yourself?"

"You're touching yourself." Max accuses, it's the entire reason she's in this mess to begin with. Because Caroline wanted instructions on how best to finger her own ass.

There is another moan, higher in pitch, and Caroline's usually assertive personality makes an appearance as she orders Max to open the door.

She can't get it open fast enough.

It's so hot. Caroline had folded a towel at the edge of the tub, she'd left her shirt on, but she's bare from the waist down. On her knees. She's braced against the tub, one hand clutching at the porcelain with a white knuckled grip and the other splayed against her ass, middle finger disappearing into her hole as she looks back at Max. Blue eyes cloudy with pleasure as they peek out from the curtain of her hair.

Max wants.

It shudders through her, the desire to touch. To replace Caroline's fingers with her own. Or maybe her tongue instead. To bury her face in that fantastic ass and eat her out as she thrusts her fingers into Caroline's eager cunt.

"Shirt off." Max commands. And the taking charge thing? Not her usual modus operandi, but sex with Caroline warrants special consideration. She strips as Caroline's lubed finger reluctantly leaves her butt as she stands to negotiate the removal of her shirt and bra, but her coordination seems shot, her movements clumsy and slow. Max doesn't really mind though, not when she gets to unlatch her bra and palm her breasts.

Caroline arches into her hands in blatant offering and Max takes a perky pink nipple into her mouth as her her hands work their way down. Lingering on Caroline's fantastic abs, and digging her thumbs into the the hollows of her hipbones. When she cups the firm meat of Caroline's ass, her pussy clenches with need. But it's going to have to wait, she needs to show Caroline how good her ass can make her feel.

Her fingers find the cleft and Max discovers that Caroline had used plenty of lube as her index finger slides right in. Caroline jolts against her and Max grins around the nipple in her mouth. Caroline was right, she's scorching inside, thrashes when Max twists her finger as she strokes her inside. Caroline clings to her, bodies flushed together as Max works her finger in and out, trembles when Max slips another inside.

"Bed," Caroline begs, knees knocking together. Max nods absently, her own feeling rather weak. It takes self control she didn't know she had to pull away. She snags the lube on the way, because she needs to know how many she can fit inside Caroline before she comes.

Caroline collapses on her murphy bed, legs splayed open in clear invitation. Moisture glistening between her thighs, her shaved pussy swollen and wet. Her nipples are peaked and her chest is heaving like she's run a marathon. Max watches as she squirms under her heavy gaze and she's not quite sure what she's waiting for. She thinks maybe she's gone a little stupid at the picture Caroline makes.

"Max." The other girl moans softly, pleading. Her blue eyes are begging in a way Max has never seen before. She also hopes she never sees it again. Otherwise she doesn't think she'll ever be able to deny Caroline anything. It's hard enough as it is.

Max makes short work of her bra, her last article of clothing, and pounces. Threading her fingers in Caroline's hair, pulling her closer to claim her lips. Max kisses her with everything she has. All the pent up desire she's been struggling with from day one. Caroline clutches her close, pressing their breasts against each other. kissing back just as enthusiastically. By the time Max pulls back her lips are swollen. It's a good look on her.

Max kisses down her jaw, stroking her back. Bites at at the frantic pulse in her throat. Drags the hand at her back down slowly in an unspoken promise.

She stops to worship at Caroline's breast. Peppering her with kisses and nips that made her arch into Max's mouth. Pushed her down to drag her raven mane along her stomach and watch her shiver at the sensation. Max smiled at the sight, growing even warmer as a swell of affection met her considerable arousal.

Dipping her tongue in Caroline's belly button in a bit of strategic distraction, Max palmed Caroline's ass again. Her first two fingers, still wet, slipped easily inside since Caroline was still lose from their earlier efforts. But a third made Caroline cry out.

Max stilled her hand in caution. She didn't want to hurt the other girl. But the way Caroline writhed in her lap in protest meant she hadn't been crying from pain. Grinning at Caroline's enthusiasm, Max fucked her in earnest. Fingers working rhythmically in and out of her hole. Max didn't even need more lube, Caroline's juices dripped freely down to meet Max's fingers.

Caroline felt amazing around her fingers. Every twist and crook earned her another sound that went straight to Max's core. Max gave Caroline's ass check a parting squeeze with the hand that wasn't busy fucking inside her and went to work on her own clit. The pleasure was pooling tight in her belly. Every squirm from the blonde rubbed deliciously against her breast.

Caroline was already close. She was panting, her sharp gasps growing closer and closer. Until her ass clamped down on Max's fingers and she screamed her pleasure for the entirety of the building to hear. Body tensing and shivering against her as Max fucked her through her release.

Max worked her clit furiously, focused on the feel of the body against her. The tight heat clamped on her three fingers. But it was a whiff of Caroline's juices, the great wet pussy smell of her cunt that made her mouth water and pushed her over the edge. Gasping as the waves of her orgasm washed through out her body and curled her toes.

They lay there, remembering how to breathe together, until Caroline managed to roll sideways. Hissing as Max reluctantly pulled her fingers out.

"You didn't even touch my clit," Caroline said, with a dazed sort of awe.

Max, still stupid with her afterglow, grinned goofily."What can I say? I know my way around an asshole."

**x**

**Sooo, thanks to mjhammer first time posting fem on fem smut. I'd really appreciate hearing from you guys on this. Especially if you'd like it if I posted more of this...Aside from that I found it funny to write what amounted to lesbian buttsex, lol.**


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